1 bag Oreo cookies, big bag
1 c. 10X sugar
1/2 stick softened butter
1 (8 oz.) pkg. softened cream cheese
2 boxes instant French vanilla pudding
3 1/2 c. milk
1 (12 oz.) container Cool Whip

Chop Oreo cookies in food processor until cookies look granular.

Mix butter, cream cheese and sugar together until smooth.

Blend pudding, milk and Cool Whip together.

Combine pudding and cream cheese mixture together until lumps are smooth.

In large flower pot, layer cookie mixture and pudding mixture, leaving enough cookie mixture for the top. Decorate with plastic flowers or plants.